Company Quick10K Filing
Quick10K
Free Flow
10-Q 2019-03-31 Quarter: 2019-03-31
10-K 2018-12-31 Annual: 2018-12-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-Q 2018-06-30 Quarter: 2018-06-30
10-Q 2018-03-31 Quarter: 2018-03-31
10-K 2017-12-31 Annual: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-Q 2017-06-30 Quarter: 2017-06-30
10-Q 2017-03-31 Quarter: 2017-03-31
10-K 2016-12-31 Annual: 2016-12-31
10-Q 2016-09-30 Quarter: 2016-09-30
10-Q 2016-06-30 Quarter: 2016-06-30
10-Q 2016-03-31 Quarter: 2016-03-31
10-K 2015-12-31 Annual: 2015-12-31
10-Q 2015-09-30 Quarter: 2015-09-30
10-Q 2015-06-30 Quarter: 2015-06-30
10-Q 2015-03-31 Quarter: 2015-03-31
10-K 2014-12-31 Annual: 2014-12-31
10-Q 2014-09-30 Quarter: 2014-09-30
10-Q 2014-06-30 Quarter: 2014-06-30
10-Q 2014-03-31 Quarter: 2014-03-31
10-K 2013-12-31 Annual: 2013-12-31
8-K 2018-06-12 Enter Agreement, Officers, Exhibits
AME Ametek 19,470
AMG Affiliated Managers Group 4,830
VIAV Viavi Solutions 3,100
BLD TopBuild 2,820
FOCS Focus Financial Partners 2,360
FBIZ First Business Financial Services 210
FLXS Flexsteel Industries 160
CLSN Celsion 42
JCTG Jiucaitong Group 0
NFX Newfield Exploration 0
FFLO 2019-03-31
Item 1. Financial Statements
Note 1 - Basis of Presentation
Note 2 - Going Concern
Note 3 - Incorporation of Subsidiary
Note 4 - Related Party
Note 5 - Capital Stock
Note 6 - Subsequent Events
Item 2. Management's Discussion and Alalyis or Plan of Operation
Item 3. Quantitative and Qualitative Disclosures Abut Market Risks
Item 4. Controls and Proceures
Part II - Other Information
Item 1. Legal Proceedings
Item 1A. Risk Factor
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Mine Safety Disclosure
Item 5. Other Information
Item 6. Exhibits
EX-31.1 ex31-1.htm
EX-31.2 ex31-2.htm
EX-32.1 ex32-1.htm
EX-32.2 ex32-2.htm

Free Flow Earnings 2019-03-31

FFLO 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

10-Q 1 g8705.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

   FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2019

Commission file number 000-54868

 
Free Flow Inc.
(Exact name of registrant as specified in its charter)

Delaware
45-3838831
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
   
6269 Caledon Road, King George, VA
22485
(Address of principal executive offices)
(Zip Code)

(703) 789-3344
(Registrant’s telephone number, including area code)


(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading Symbol(s)
 
Name of exchange on which registered
 
 
 
 
 
Common
 
FFLO
 
OTC

Indicate by check mark whether the registrant (1) has fled all reports required to be fled by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to f le such reports), and (2) has been subject to such fling requirements for the past 90 days. Yes   No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes   No

Indicate by check mark whether the registrant is a large accelerated fler, an accelerated fler, a non-accelerated fler, a smaller reporting company, or an emerging growth company. See the defnitions of “large accelerated f ler,” “accelerated fler,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer 
 
Accelerated filer 
Non-Accelerated filer
Smaller reporting company
Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has fled all documents and reports required to be fled by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confrmed by a court. Yes No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. 26,221,000 shares as of May 20, 2019


TABLE OF CONTENTS
 
 
Page
PART I - FINANCIAL INFORMATION
 
   
Item 1. Financial Statements (Unaudited)
3
   
Item 2. Management's Discussion and Analysis or Plan of Operations
9
   
Item 3. Quantitative and Qualitative  Disclosures About Market Risks
10
   
Item 4. Controls and Procedures
10
   
PART II - OTHER INFORMATION
 
   
Item 1. Legal Proceedings
11
   
Item 1A. Risk Factor
11
   
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
11
   
Item 3. Defaults Upon Senior Securities
11
   
Item 4. Mine Safety Disclosures
11
   
Item 5. Other Information
11
   
Item 6. Exhibits
11
 
2

ITEM 1. FINANCIAL STATEMENTS

Free Flow, Inc.
Balance Sheet



  As of     As of     As of  

  March 31,     March 31,     December 31,  
    2019
    2018
    2018
 
     (Unaudited)     (Unaudited)     (Audited)  
ASSETS
                 
                   
Current Assets
                 
Cash in hand and bank
 
$
2,775
   
$
5,322
   
$
19,115
 
Trade Receivables - current
   
18,526
      -
     
7,723
 
Trade Receivables - old
    -
      -
     
573
 
Advance for Inventory Purchases
    -
      -
     
18,963
 
Accounts Receivable - Trade
    -
     
3,331
      -
 
Inventory
   
594,670
     
220,427
     
571,260
 
TOTAL CURRENT ASSETS
   
615,971
     
229,080
     
617,634
 
                         
Fixed Assets
                       
Land and Building
   
773,513
      -
     
772,513
 
Less: Accumulated depreciaiton
   
(30,901
)
    -
     
(30,901
)
Writtendown value
   
742,612
      -
     
741,612
 
TOTAL FIXED ASSETS
   
742,612
      -
     
741,612
 
     








 
Other Assets
                       
Delivery Trucks, at cost
   
3,500
     
3,500
     
3,500
 
Less: Accumulated depreciation
   
(2,492
)
    -
     
(2,492
)
Writtendown value
   
1,008
      -
     
1,008
 
Equipment
   
35,000
      -
     
35,000
 
Accumulated depreciation
   
(7,000
)
    -
     
(7,000
)
Writtendown value
   
28,000
      -
     
28,000
 
TOTAL OTHER ASSETS
   
29,008
      3,500
     
29,008
 
     








 
TOTAL ASSETS
 
$
1,387,591
   
$
232,580
   
$
1,388,254
 
    






 
LIABILITES & STOCKHOLDERS' EQUITY (DIFICIT)
                       
                         
Current Liabilities
                       
Accounts Payable
  $
21,468
    $
7,448
    $
7,468
 
Notes payable - related parties
   
56,033
     
220,171
     
380
 
TOTAL CURRENT LIABILLITIES
   
77,501
     
227,620
     
7,848
 
     








 
Long Term Liabilities
                       
Loan - secured
   
898,595
             
900,100
 
TOTAL LONG TERM  LIABILLITIES
   
898,595
             
900,100
 
     








 
Total Liabilities
   
976,096
     
227,620
     
907,948
 
     








 
Redeemable Preferred Stock
                       
Series B; 500,000 shares authorized, 330,000 ad 0 issued and outstanding
                       
as of March 31, 2019 (Classified as Mezzanine equity)
   
330,000
     
330,000
     
330,000
 
Series C; 500,000 shares authorized, 470,935 and 0 issued and outstanding
                       
as of March 31, 2019 (Classified as Mezzanine equity) - As equity in Accurate
   
470,935
             
470,935
 
Stockholders' (Deficit)
                       
Preferred stock ($0.0001) par value, 20,000,000 shares authorized
                       
10,000 shares part value $0.001 Class A issued on March 31, 2019 and December 31, 2018
   
1
     
1
     
1
 
Additional Paidin capital
                       
Common Stock, ($0.0001 par value 100,000,000 shares authorized
                       
26,200,000 shares issued and outstanding as of March 31, 2019 and December 31, 2018
   
2,620
     
2,620
     
2,620
 
Additional paid-in capital
   
114,545
     
114,545
     
114,545
 
Current Period - Profit
   
(34,405
)
   
13,886
      -
 
Accumulated Deficit
   
(472,201
)
   
(456,092
)
   
(437,796
)
TOTAL  STOCKHOLDERS' EQUITY (DIFICIT)
   
(389,440
)
   
(325,040
)
   
(320,629
)
     








 
TOTAL LIABILITIES & STOCKHOLDERS' (DEFICIT)
 
$
1,387,591
   
$
232,580
   
$
1,388,254
 




The accompanying notes are an integral part of these financial statements

3

Free Flow, Inc.
Statements of Operations


    
3 Months Ended
   
3 Months Ended
    Year Ended  
    
March 31,
   
March 31,
    December 31,  
   
2019
   
2018
    2018  
    
(Unaudited)
    (Unaudited)
    (Audited)  
REVENUES
                 
Sales
 
$
58,784
   
$
39,805
   
$
249,655
 
TOTAL REVENUES
   
58,784
     
39,805
     
249,655
 
                         
COST OF GOODS SOLD
   
24,772
     
12,756
     
38,958
 
     








 
GROSS PROFIT
   
34,012
     
27,050
     
210,696
 
                         
GENERAL AND ADMINISTRATIVE EXPENSES
                       
General & Administrative Expenses
   
68,418
     
13,164
     
152,289
 
Depreciation Expenses
    -
      -
     
38,573
 
Total Expenses
   
68,418
     
13,164
     
190,729
 
     








 
Net Profit (Loss)
  $
(34,405
)
 
$
13,886
   
$
19,967
 
                         
NET  PROFIT (LOSS)
 
(34,405
)
 
$
13,886
   
$
19,967
 
                         
BASIS INCOME (LOSS)  PER SHARE
  $
(0.01
)
  $
(0.01
)
  $
(0.01
)
                         
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
    26,200,000       26,200,000       26,200,000  




The accompanying notes are an integral part of these financial statements

4

Free Flow, Inc.
Statement of  Changes in Shareholders' (Deficit)



                           
Additional
             
   
Common Stock
   
Preferred Stock
   
Paid-in
    Accumulated
   
 
   
Shares
   
Amount
   
Shares
   
Amount
   
Capital
   
Deficit
    Total  
               
Series -A
                         
                                           
Balance, January 1, 2019
   
26,200,000
    $
2,620
     
10,000
    $
1
    $
114,545
    $
(437,796
)
  $
(437,796
)
                                                         
Loss for the quarter ended March 31, 2019
                                           
(34,405
)
   
(34,405
)
                                                         
BALANCE, MARCH 31, 2019
   
26,200,000
    $
2,620
     
10,000
    $
1
    $
114,545
    $
(472,201
)
  $
(472,201
)




The accompanying notes are an integral part of these financial statements

5

Free Flow, Inc.
Statements of Cash Flows


    
March 31,
   
March 31,
 
   
2019
   
2018
 
CASH FLOW FROM OPERATING ACTIVITIES
           
Net Profit  (loss)
 
(34,405
)
 
$
13,886
 
Inventory provision
   
510
      -
 
(Increase) Advance for Inventory Purchase
   
(18,963
)
    -
 
(Increase) in Other Assets - Building Improvements
   
(1,000
)
    -
 
Decrease in Long Term Liabilities
   
1,505
      -
 
(Increase) in Trade receivables
   
(10,803
)
   
(1,425
)
(Increase ) Decrease in inventory
   
(23,410
)
   
(42,556
)
(Increase) Decrease in prepaid expensess
   
573
      -
 
NET CASH USED IN OPERATING ACTIVITIES
 

(85,993
)
 

(30,095
)
                 
CASH FLOW FROM FINANCING ACTIVITIES
               
Proceeds from notes payable - realated party
   
55,653
     
43,754
 
Proceeds from Accounts Payable - trade (Decrease in Accounts Payable)
   
14,000
     
(13,692
)
NET CASH PROVIDED BY (USED IN) FINANCING  ACTIVITIES
   
69,653
     
(32
)
     




 
NET INCREASE (DECREASE) IN CASH
   
(16,340
)
   
(32
)
                 
CASH AT BEGINNING OF PERIOD
   
19,115
     
5,354
 
     




 
CASH AT END OF PERIOD
 
$
2,775
   
$
5,322
 




The accompanying notes are an integral part of these financial statements

6

Free Flow, Inc.
Notes to Condensed Consolidated Financial Statements
March 31, 2019
(Unaudited)


NOTE 1 – BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements and with the instructions to Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission (“SEC”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of March 31, 2019 and the results of operations and cash flows for the periods presented. The results of operations for the three months ended March 31, 2019 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited consolidated financial statements should be read in conjunction with the financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on April 29, 2019.

NOTE 2 – GOING CONCERN

The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has established itself as a stable ongoing business entity with established revenues sufficient to cover its operating costs and allow it to continue as a going concern. However, the ability of the Company to continue as a going concern is also dependent on the Company obtaining adequate Sales so that the Company can liquidate its inventories and continue as a going business.

In order to continue as a going concern, the Company will need, among other things, Sales of its product lines. Management has obtained such sales through Internet sales and marketing companies who specialize in promotion of such businesses. Management is obtaining capital from management and significant shareholders sufficient to meet its minimal operating expense and is expecting that cash flow from sales will soon be available to augment the operating capital needs. The management has also received firm commitment form River Valley Bank and is expecting the line of credit to come into effect so that more inventory can be built to achieve a higher sales volume.  However, management cannot provide an assurance that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually fulfill the secured purchase orders to attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

NOTE 3 – INCORPORATION OF SUBSIDIARY

In February 2015, the company incorporated a subsidiary, Promedaff, Inc. and purchased a skin care product line and formulations for $2,000,000 against a promissory note. An e commerce platform was set up for sales and marketing. The efforts did not bear any success and the entire inventory was sold through the Seller and the Promissory Note was cancelled and marked “VOID”. The name of this entity has been changed to Motors & Metals, Inc. and has remained inactive but is in good standing. Motors & Metals, Inc. operates as a separate entity to conduct business in refurbishing automotive engines and selling metals recovered from its Auto Parts facility, and have an independent profit center. The company continued its research on the related subjects and has finally come up with a plan to expand its automobile crushing business to shredding automobiles and recover steel to sell to buyers overseas who have already signed letter of intent to purchase 3,000 metric tons of shredded steel per months.

As reported in 10-Qs for the earlier quarters as well as in 10-Ks for the Annual reports, on February 4, 2016 the company incorporated another subsidiary in the State of Virginia under the name JK Sales, Corp. (on December 7, 2017 the name was changed to Accurate Auto Parts, Inc.)  and has since remained in the business of buying end of life and salvage vehicles and selling auto parts.

7

On April 17, 2018 the company incorporated in Virginia, another subsidiary named Accurate Investments, Inc. with the objectives of acquiring real estate property, which plan did not materialize. Accurate Investments, Inc. has pursued other business opportunities that are discussed under subsequent events in note 6 below.

NOTE 4 – RELATED PARTY

As of December 31, 2018, the Company had notes payable in the amount of $380 to Redfield Holdings, Ltd. a related party. During the three months ended the Company borrowed an additional net sum of $55,653 thus owing a total sum of $56,033 as of March 31, 2019. The note is unsecured and does not bear any interest and has a maturity date of December 30, 2019.

NOTE 5 – CAPITAL STOCK

The Company has authorized 100,000,000 shares of common shares with a par value of $0.0001 per shares and 20,000,000 shares of preferred stock, with a par value of $0.0001 per shares.

Pursuant to the resolution of the shareholders meeting held on March 30, 2015 the Company designated 500,000 shares of the preferred authorized shares as preferred shares – Series “B” shares. The preferred shares – Series “B” were assigned the following preferences:

a)
Each share to carry one vote.
b)
Each share will be redeemable with a 365 days written notice to the company.
c)
Each share will be junior to any debt incurred by the Company.
d)
The redemption value will be the par value at which such “preferred shares – series B” are bought by the subscriber.
e)
Each share will carry a dividend right at par with the common shares.

On December 31, 2014 the Company had a Note outstanding in the principal amount of $330,000 plus interest payable to GS Pharmaceuticals, Inc. By mutual consent this note and accrued interest was converted to 330,000 preferred shares – Series “B”.

On March 31, 2015 an amount of $58,000 was subscribed by Redfield Holdings, Ltd. by cancellation of a Note against the issuance of 9,700 shares of preferred shares – Series “A”. These shares were issued to Redfield Holding, Ltd. thus making a total of entire designated preferred shares – Series “A” shares to Redfield Holdings, Ltd. Each share of preferred shares – Series “A” carries voting right equal to 10,000 common shares.

On March 31, 2017 total preferred shares issued and outstanding are 10,000 Series “A” and 330,000 Series “B”.

On December 31, 2018 the Company had a Note outstanding in the principal amount of $470,935; by mutual consent this note and accrued interest was converted to 470,935 preferred shares - Series C".

NOTE 6 – SUBSEQUENT EVENTS

Management has evaluated subsequent events through the date which the financial statements were available to be issued. Based on the evaluation there occurred a material event that require recognition in or disclosure to the financial statements. Accurate Auto Parts, Inc.’s prime bankers namely River Valley Bank had agreed to extend a line of credit for a sum of $350,000 for a ten year term. On April 2, 2019 the said credit line came in effect, thus the Company in now able to increase its inventory and expand its operations according to its plans.

Accurate Investments, Inc. received a proposal from Heathrow Associates, LLC, (the “Heathrow”) a Florida limited liability company to act as their exclusive distributors and resellers of medical equipment that Heathrow manufactures and has thus far sold over 300 devices for pain management etc. As part of the understanding Mr. Jeffrey K. Russell the managing member has also agreed to associate himself with the Company on a exclusive and full-time basis to promote the sales of such equipment and other products that the Company is engaged in selling. The arrangement came into effect starting April 29, 2019.

8

ITEM 2. MANAGEMENT’S DISCUSSION AND ALALYIS OR PLAN OF OPERATION

THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH OUR UNAUDITED FINANCIAL STATEMENT SAND NOTES THERETO INCLUDED HEREIN. IN CONNECTION WITH, AND BECAUSE WE DESIRE TO TAKE ADVANTAGE OF, THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995, WE CAUTION READERS REGARDING CERTAIN FORWARD LOOKING STATEMENTS IN THE FLOWING DISCUSSION AND ELSEWHERE IN THE THIS REPORT AND IN ANY OTHER STATEMENT MADE BY, OR AN BEHALF, WHETHER OR NOT IN FUTURE FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, FORWARD-LOOKING STATEMENTS ARE STATEMENT NOT BASED ON HISTORICAL INFORMATION AND WHICH RELATE TO FUTURE OPERATIONS, STRATEGIES, FINANCIAL RESULTS OR OTHER DEVELOPMENTS. FORWARD-LOOKING STATEMENTS ARE NECESSARILY BASED UPON ESTIMATES AND ASSUMPTIONS THAT ARE INHERENTLY SUBJECT TO SIGNIFICANT BUSINESS, ECONOMIC AND COMPETITIVE UNCERTAINTIES, MANY OF WHICH ARE BEYOND OUR CONTROL AND MANY OF WHICH, WITH RESPECT TO FUTURE BUSINESS DECISIONS, ARE SUBJECT TO CHANGE, THESE UNCERTAINTIES AND CONTINGENCIES CAN AFFECT ACTUAL RESULTS AND COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FORM THOSE EXPRESSED IN ANY FORWARD-LOOKING STATEMENTS AND COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN ANY FORWARD LOOKING STATEMENTS MADE BY, OR ON OUR BEHALF, WE DIS TO UPDATE FORWARD-LOOKING STATEMENTS.

PLAN OF OPERATION

Accurate Auto Parts, Inc. the Company’s used auto parts subsidiary has made a sale of $58,784 of Automobile Parts. The Company continues seeking additional sales both in the domestic and international markets.

RESULTS OF OPERATIONS

The Company did recognize revenue for a sum of $58,784 during the three months ended March 31, 2019 and $39,805 of revenues during the three month ended March 31, 2018. While the net revenues for the period ended March 31, 2018 were higher by $ $18,979 than for the same period during 2018 but the Cost of Goods Sold was also higher by $12,016 during the period ended March 31, 2019 as compared to the same period during 2018. The general and administrative expenses for the period ended March 31, 2019 were $68,418 as compared to $13,164 for the same period during 2018. The additional sum of $55,254 is attributed to additional costs and expenses that have been incurred for hiring additional production and management employees.

During the three months ended March 31, 2019 the company recognized a net loss of $34,405as compared to a profit of $13,866 for the corresponding period in the year 2018, thus recognizing a significant decrease in profit as compared to the three months ended March 31, 2018.

The decrease in profits is also for the reason that the Company had downsized its operation and liquidated all automobiles due to the uncertainty and for the fear of losing the premises due to automatic termination of lease which resulted from the bankruptcy the landlord had filed. Ultimately, the company succeeded in the purchase of the property from the bank that had foreclosed and took possession of the title. The closing, as reported in 10K for the year 2018, took place on October 28, 2018. This meant starting the built up of the inventory all over again. It is expected that if conditions remain unchanged the Company will be able to build it basic salvage automobile inventory within next four to six months.

As a company's policy, depreciation is not expensed in the quarterly financials, but shall be accounted in the year end financial.

LIQUIDITY

THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM’S REPORT ON THE COMPANY’S FINANCIAL STATEMENTS AS OF DECEMBER 31, 2018, AND FOR EACH OF THE PRECEDING YEARS THEN ENDED, INCLUDES A “GOING CONCERN” EXPLANATORY PARAGRAPH, THAT DESCRIBES SUBSTANTIALLY DOUBT ABOUT THE COMPANY’S ABILITY TO CONTINUE AS A GOING CONCERN.

On March 31, 2019 the Company had total current assets of $615,971 consisting of $2,775 in cash and $18,526 in trade receivables, and $594,670 in inventory comprising of automobile parts and accessories.

9

LINE OF CREDIT RECEIVED

The Company does have cash sufficient to meets its cash needs. River Valley Bank, (name now changed to Incredible Bank), agreed to extend a line of credit for a sum of $350,000 for working capital. As explained in Note # 6 under Subsequent Events as above, the working capital line of credit was initiated on April 2, 2019. If market conditions and no adverse circumstances occur the company is adequately funded to meet its budgeted plan of operations.

REVENUE RECOGNITION

The Company recognizes revenues on arrangements in accordance with Securitas and Exchange Commission Staff Accounting Bulletin Topic 13, REVENUE RECOGNITION and FASB ASC 605-15- 25, REVENUE RECONGNITION. In all cases, revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability is reasonable assured. The Company reported gross revenues of $340,148 for the year ending December 31, 2017.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABUT MARKET RISKS

Not Applicable.

ITEM 4. CONTROLS AND PROCEURES

Management's Report on Disclosure Controls and Procedures

Management is responsible for establishing and maintaining adequate internal control so as to

(1)  maintain the records  in reasonable detail, which will accurately and fairly reflect the transactions and dispositions of the Company's assets;

(2) to provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that the Company's receipts and expenditures are  made  within the delegated authority ; and

(3) to provide reasonable assurance for the  prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on company’s financial statements.

However, the management asserts that the company did not have any accounting staff due to limited financial resources though now has plans to recruit gradually.  Also, this company does not have a well written document on accounting policies and procedures, though has plans to have them shortly.  Consequently, this can result in possible errors in the presentation and disclosure of financial information in our annual, quarterly, and other filings.

The SIC Code of 1700 as showing in Edgar for this company is no longer valid, since this company is now dealing with the auto parts, as OEM Recycled Auto Parts. Segregation of duties is an important factor in Internal Control.  Though it is achieved to a certain extent, the management is committed to strengthen the internal controls effectively in the coming months.

The company promoted two of its senior managers to become executive directors thus taking on greater responsibilities and deserving greater rewards. Both of these individuals have over 25 years’ experience in auto parts industry.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal controls over financial reporting that occurred during the period ended March 31, 2019, that have materially or are reasonably likely to materially affect, our internal controls over financial reporting.

10

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTOR

Not Applicable to Smaller Reporting Companies.

ITEM 2 UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the period of January 1, 2015 and March 31, 2015, the Company issued 9,700 shares of Preferred Shares – Series “A” for a sum of $58,000 and 330,000 shares of Preferred Shares – Series “B” for a sum of $330,000 which were the result of conversion of certain debts of the company.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURE

Not Applicable

ITEM 5. OTHER INFORMATION

Not Applicable

ITEM 6. EXHIBITS

The following exhibits are included with this quarterly filing.  Those marked with an asterisk and required to be filed hereunder, are incorporated by reference and can be found in their entirety in our original Registration Statement on Form S-1, filed under SEC File Number 000-54868, at the SEC website at www.sec.gov:
 
Exhibit No.
 
Description
     
3.1
 
Articles of Incorporation*
3.2
 
Bylaws*
31.1
 
Sec. 302 Certification of Principal Executive Officer
31.2
 
Sec. 302 Certification of Principal Financial Officer
32.1
 
Sec. 906 Certification of Principal Executive Officer
32.2
 
Sec. 906 Certification of Principal Financial Officer
101
 
Interactive data files pursuant to Rule 405 of Regulation S-T


11

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
Free Flow Inc.
 
Registrant
   
   
Dated May 20, 2019
By: /s/ Sabir Saleem
 
 
Sabir Saleem, Chief Executive Officer,
 
Chief Financial and Accounting Officer

 

12